Fictional character biography

The Chameleon was born a Russian citizen named Dmitri Smerdyakov. In his youth, he was a servant and half-brother to Kraven the Hunter, Sergei Kravinoff, and eventually became a minor associate to one Gustav Fiers. Although Dmitri and Sergei were friends, Sergei was often abusive to him, leading to a combination of admiration and resentment towards Kravinoff from Smerdyakov. Eventually, Smerdyakov emigrated to the United States of America. As he had made a talent for himself during his youth, impressing his brother by impersonating friends and neighbors, he assumed an even more impressive disguise: the identity of the Chameleon. During his first known criminal outing, he impersonated Spider-Man, though he was exposed and arrested. Shortly afterward, Kravinoff, now Kraven the Hunter, himself came to America, and the Chameleon set his old associate's sights on Spider-Man. Both men became long-time enemies of Spider-Man, part of his primary rogues' gallery.

The Chameleon inspired Kraven the Hunter to begin hunting Spider-Man, inviting Kraven to dispose of the hero. With Kraven, the Chameleon battled Iron Man and then confronted the Hulk.. At one point, the Chameleon disguised himself as Henry Pym, and robbed Pym's laboratory for documents to combat Virus Nine. While delivering the documents and a shrunken Hulk to HYDRA, he was encountered and defeated by the real Pym as Ant-Man. The Chameleon disguised himself as the Torpedo and battled Daredevil.

When Kraven the Hunter committed suicide, the Chameleon became obsessed with making Spider-Man suffer for his failure to prevent Kraven from killing himself. He ingested a serum which made his face permanently featureless and malleable. He attempted to kidnap America's leading expert on superconductors, but was thwarted by Spider-Man. He then kidnapped J. Jonah Jameson. He approached the Maggia for support to become New York's new crime-lord, and formed an alliance with Hammerhead. Disguised as a scientist, the Chameleon temporarily removed Spider-Man's powers. He allied himself with the Femme Fatales, Scorpion, and Tarantula to eliminate Spider-Man and the Black Cat, but escaped when his plan failed.

The Chameleon's most ambitious play against Spider-Man happened when he formed an alliance with Harry Osborn, the second Green Goblin. Before Harry's death, he told Chameleon Spider-Man's secret identity could be found through Peter Parker, to construct androids of Peter Parker's (Spider-Man) parents (Chameleon later admitted that he went through with the plot to confirm once and for all that Peter was Spider-Man). The plan led to a psychotic breakdown for both Spider-Man and Chameleon. Chameleon's confirmation of Spider-Man's secret identity led him to attacking, rather unsuccessfully, Spider-Man through his family and friends several times, including one incident in which Mary Jane Watson subdued him with a baseball bat. Somewhere in between this and subsequent appearances, he appeared to have been destroyed by his nephew, Alyosha Kravinoff (Alyosha was later to throw a Chameleon mask at Spider-Man's feet, referring to it as 'That weakling, Dmitri'), but apparently recovered, waking in a hospital.

After tricking Spider-man to the bridge where his first love Gwen Stacy died, on the pretext of having kidnapped his wife, he declared his own loneliness and love for Peter. When Peter laughed out of surprise, he threw himself off the bridge. He reappeared some time later in a mental institution, completely incapacitated, believing himself to be Sergei Kravinoff rather than Dmitri Smerdyakov. He later reappeared in his Chameleon identity as part of the Sinister Twelve villain team organized by the Green Goblin.

Civil War

After Spider-Man was unmasked, the Chameleon gathered a gang of villains called the Exterminators , including Will o' the Wisp, Scarecrow, Swarm, and Electro and also blackmailed the Molten Man into his employ all in an effort to defeat Spider-Man and attack his family.

However, the Chameleon was dealt a most humiliating defeat at the hands of Spider-Man's Aunt May, when he attempted to trick her into believing he was Peter, then murder her. However, May was not fooled by any means, and defeated the villain with a plate of oatmeal-raisin cookies laced with Ambien. Rhino was also employed as part of the team up and later defeated Spider-Man only to be unable to collect payment from Chameleon as he was already captured. .

After the Civil War, Chameleon showed up among the villains at Stilt-Man's funeral at the Bar with No Name where Punisher poisoned the drinks and blew up the bar.

M.O.D.O.K.

The Chameleon next appeared in newest incarnation of Super Villain Team-Up, called M.O.D.O.K.'s Eleven. In this limited series it is revealed that he contacted A.I.M. the moment he was telepathically summoned by M.O.D.O.K. He then allowed A.I.M. to send in their newest creation the Ultra-Adaptoid under the guise of being the Chameleon.

Additionally, it was revealed in Super Villain Team-Up: M.O.D.O.K.'s Eleven that his apparent insanity and demise years earlier were in fact well-crafted ruses designed so that he could fade into the background once more.

Powers and abilities

Originally, the Chameleon had no superhuman powers and simply used makeup and elaborate costuming to impersonate his targets. In order to do this, he implemented a device in a belt buckle that emitted a gas that helped him mold his features. This method of disguising was perhaps a forerunner to that of The Question, who was later created by Steve Ditko after his run on The Amazing Spider-Man. Later, the Chameleon obtained a microcomputer from Spencer Smythe for his belt buckle that could be programmed with the facial features of hundreds of people. The belt buckle also contains a video receiver that enables the computer to analyze the appearance of anyone the Chameleon encounters so that it can duplicate his/her features using electrical impulses. The computer utilizes holographic technology that allowed him to change his appearance at the push of a button. His electronic devices allowed him to appear as two different people to two separate observers simultaneously. The Chameleon's costume consists of "memory material" that can be altered by electrical impulses from his belt so as to resemble the clothing of the person he is impersonating.

Currently, the Chameleon's powers are innate: his epidermis and skin pigmentation have been surgically and mutagenically altered by a serum so that he can take on the appearance of any person at will. He also wears fabric made of memory material that responds to nerve impulses and can appear to be what ever costume he wishes to be.

When his past friendship with Kraven the Hunter was revealed, it transpired that the Chameleon had also taken the same serums that Kraven had over the years. This would suggest that the two characters were of a similar age (over 70 years old). It would also suggest that the Chameleon's physical strength and endurance could be somewhat augmented, but as the Chameleon's strength is much lower than that of Kraven, his augmentations may not reach a superhuman level.

Aside from his physical advantages, the Chameleon is a master of disguise, and a brilliant method actor and impressionist. He is also a master of creating lifelike masks and make-up. He is a quick-change artist who can assume a new disguise in less than a minute, although he no longer needs to use such skills. He also speaks several languages fluently. Although the Chameleon is not a scientific genius, during his increased lifespan he has been exposed to a wide array of sophisticated experimental technology, much of which he can apply effectively in his nefarious schemes.

Other versions

Chameleon 2211

A version of Chameleon recently appeared in Friendly Neighborhood Spider-Man. He has the powers of physically changing into any shape of form after accessing their DNA. This usually involves sampling their blood after killing the subject, although less lethal methods are possible; he was able to change into Sandman after an accidental ingestion of some of his sand.

Chameleon encounters an alternate Uncle Ben from another future. He kills and replaces him. This fools Spider-Man 2211 whom he then kills. After discovering the body, Sandman's father was framed for Ben's murder, and Sandman went to Spider-Man for help.

The two encountered Chameleon at Peter's high school (Chameleon had murdered the principal and was posing as him), where Chameleon reveals that he wasn't human at all but a giant monster. Chameleon was finally defeated, however, after Spider-Man (of Earth 616) used Spider-Man 2211's helmet to literally "administer poetic justice," causing a last-minute body switch between Chameleon and Sandman's father into an electric chair.

Counter-Earth

Spider-Man faces the Counter-Earth version of The Chameleon in Spider-Man Unlimited #5. This Chameleon, a reptilian Bestial, is a depraved serial killer who both Spider-Man and a bestial Wolverine team-up to defeat.

Ultimate Chameleon

Recently it was confirmed at Marvel.com that the Spider-Man imposter (during the "Public Security" arc) was in fact the Ultimate version of Chameleon. His identity has also appeared on a list of known cat burglars.

The Chameleon appeared in #4 of the cartoon based comic in service to Justin Hammer. He used his transformation abilities to obtain The Grim Reaper (weapon) from Stark Enterprises.

In other media

Television

The Marvel Superheroes Show

The Chameleon's first animated appearance was on the Iron Man segment of The Marvel Superheroes Show episode "Cliffs Of Doom", where (through use of disguise) he pits Iron Man against Captain America. The episode was based on Tales of Suspense #58. He also appeared in The Incredible Hulk segment titled "Enter The Chameleon". The episode was based on Tales to Astonish #62-63.

Spider-Man (1981)

He appeared again in the 1981 Spider-Man episode "Arsenic and Aunt May", posing as the spirit of Spider-Man's Uncle Ben to manipulate Aunt May.

Spider-Man: The Animated Series

In the Spider-Man animated series, Chameleon is an international hitman and spy. He can't (or won't) speak while he is in his true form, though in the episode "Framed", Richard Fisk indicates that Chameleon told them about Peter Parker's parents. Chameleon wears a belt, which is capable of capturing an image of a person, so that he can turn into that person as a form of disguise. (This proved to be his undoing in "Day of the Chameleon"; an image of Nick Fury from a Bugle front page which he copied has been inadvertently flipped. Thus, his eyepatch was on the wrong side of his face, so it was easy to tell which was the real Fury and which was the impostor.)

In his first appearance, he attempted to kill two diplomats at a U.N. conference, but was foiled by Spider-Man. Spidey easily picked the Chameleon out from the crowd: he had taken the appearance of Peter Parker. Chameleon later becomes a member of the Insidious Six Chameleon later works for the Kingpin's son, Richard Fisk, framing Peter Parker for getting restricted government information. But Parker's name is cleared and Richard and Chameleon are sentenced to jail. It is revealed that Chameleon is jailed in a S.H.I.E.L.D. prison and was assigned by Kingpin to release Felicia Hardy's father. He successfully does and disguised himself as Felicia's father so no one would know the real Hardesky was abducted. Chameleon was also infused with a techno-organic virus, which made him part-machine and was thus able to change into any person without the belt. Eventually, his ruse was uncovered by Nick Fury. Later, Chameleon is rescued by the rest of the Insidious Six and became a member again, but would betray them and join forces with his foster father, the Red Skull (they have no relation in the comics), and his brother, Rhienholdt Kragov, who would later become Electro. In the end, Electro and Red Skull, along with Captain America, were trapped in a time dilation loophole and Chameleon escaped, never to be seen again.

Interestingly, in the Chameleon's last appearance when he was fighting against Spider-Man, he was grunting numerous times and the grunts were provided by Jim Cummings, who also played Shocker in the series, which hints that the Chameleon can speak, but just doesn't have much use to talk in his true form.

The Spectacular Spider-Man

The Chameleon appears in The Spectacular Spider-Man, voiced by Steven Blum In the episode "Persona", he is hired by an unnamed general to steal the symbiote, but failed due to a battle between Spider-Man and Black Cat. Later, he masquerades as Spider-Man to commit various crimes and lay the blame on the real Spider-Man. His henchmen are Quentin Beck, a special effects expert that uses his techniques to make it appear that Chameleon has all of Spider-Man's powers, and Phineas Mason who uses his his inventions to help commit the crimes and secretly photograph them and give the pictures to the Daily Bugle. To defeat him, Spidey teams up with the cat burglar Black Cat. When they catch up to Chameleon, Black Cat defeats Beck and Mason while Spider-Man in his black symbiote costume fought Chameleon. Despite being defeated by Spider-Man and being loaded into the paddy wagon, Chameleon escapes by disguising himself as Stan Carter, where he passed Spider-Man and Captain Stacy saying," 'Night Captain".

This Chameleon is based on his mainstream Earth-616 version, with the same disguising abilities and mask design.

Video games

Novels

The Chameleon had a vital role in the Sinister Six novel series by Adam-Troy Castro, in which the Gentleman, a long-lived supervillain and member of the Machiavelli Club (a gathering of some of the world's most sinister minds, including several non-Marvel characters) uses the new Sinister Six, of which the Chameleon is a member, as pawns in his schemes. Oddly enough, in this series he is referred to as Anatoly Smerdyakov.

In the final novel in the series, Secret of the Sinister Six, the Gentleman betrays the villains and tries to escape; it is the Chameleon, to everybody's surprise, who kills the Gentleman, shooting the old man while disguised as a limousine driver and assuming his identity, only to be attacked by Dr. Octopus, thinking him to be the real Gentleman. Marvel has officially stated that the Sinister Six novels lay outside of normal continuity; however, these events have more recently been referenced in the Marvel handbooks.

The Chameleon also plays the role of villain in the novel Goblin's Revenge. In this story, the Chameleon not only teams up with the murderous Carnage, but also attempts to drive Spider-Man insane by impersonating Norman Osborn (then thought to be dead and buried), and later trying to expose the web-slinger to a toxic chemical meant to destroy his mind.